Striking-off is reserved for dormant companies that are able to meet the requirements under the Companies Act 2016. A company may not be struck off if it is the subject, or proposed subject of insolvency proceedings or a compromise or arrangement with its members and creditors. Winding-up involves the orderly liquidation of the affairs of the company in accordance with the Companies Act 2016. A liquidator is appointed to administer the process of disposing the company’s assets, ceasing or sale of its operations, payment of its debts and distribution of surplus assets (if any) to its members.

Creditors’ rights to enforce personal guarantees from directors/shareholders will not be affected by the liquidation.

With the exception of any personal guarantees given, directors and shareholders typically will not be personally liable for the company’s debts. However, directors may become personally liable if there is evidence of fraudulent trading or that the directors have acted inappropriately. Please contact us to learn more.

A person may be barred from acting as a Director or taking part in the management of a company (whether directly or indirectly) if he has been a director in at least two companies which went into liquidation resulting from the company being insolvent due to his conduct as director which contributed wholly or partly to the liquidation, within the period of the preceding five years.

Should a company slip into a distress situation and is in danger of being insolvent, business owners should consult an Insolvency Practitioner as early as possible. Insolvency Practitioners are able to offer guidance and advice to try and rescue the business. While advice can involve formal insolvency appointments, not all problems requires a formal solution. At ADAMPRIMUS, we have worked with various under-performing business to help them overcome and navigate challenging circumstances to restore value to their business. Please contact us to learn more.

The SOA is a document that provides an overview of the company’s assets and liabilities. It helps the Insolvency Practitioner to assess everything the company may own, its liabilities, and as well as details of fixed or floating charge. The template for the SOA can be downloaded here.

Creditors who attend the first creditors meeting are able to nominate and/or vote for the liquidator of their choice. Liquidators will also call for a creditors meeting to provide updates on the liquidation proceedings or to seek approval from creditors on matters pertaining to the liquidation. Attending the creditors meeting allows you to have a say on the matters presented by the Liquidator.

Creditors may file their POD Form together with copies of supporting documents to proof their debt to the Liquidator / Judicial Manager / Official Receiver’s office. Creditors may refer here for a sample POD form.

A COI is a committee appointed from the creditors and/or contributor its of a company in an insolvent liquidation. The COI represents the interest of creditors as a whole. The committee will assist the Liquidator in carrying out his duties, approve the liquidator’s fees and approve certain powers of the Liquidator pursuant to the Companies Act 2016 on behalf of all creditors.